OUS Director of Legal Services Ben Rawlins, noted that the Board
authorized the Executive Committee at the October 19, 2001, meeting to consider this action. He explained that,
in the July, 2001 meeting, the Board approved adoption of two OHSU programs by OIT. The programs were expected
to run concurrently for a short integral period but the integration requires affected personnel to transfer effective
immediately. In order to move ahead with the transfer, the Board needs to amend the current rules so that transferred
personnel will not lose any accrued sick or annual leave. The current rule, which was established when OHSU was
one of the sister institutions, allows employees within OUS to transfer leave between institutions. Since then,
OHSU has changed its relationship with OUS to that of an affiliate, consequently, no longer entitling employees
transferring to or from OHSU under the existing rule. The amendment presented will allow OHSU to again be included
in the transfer policy. Staff has reviewed the amendment and recommends Board approval.

Executive Committee Discussion and Action

Mr. Lussier moved and Ms. Lehmann seconded the motion to approve
the amendment to the OAR as submitted. On a roll call vote, the following voted in favor: Directors Imeson, Lehmann,
Lussier, Wustenberg, VanLuvanee. Those voting no: none.

CHANCELLOR'S SEARCH COMMITTEE

Naming of Committee Chair; review time line and future meeting
dates; opportunities for input; draft position announcement and description; and next meeting

Chair VanLuvanee reported that he has been attempting to contact
a former Board member to serve as chair of the Search Committee, however, until he receives an answer from the
individual, he is not prepared to announce the chair. Once the individual has either agreed or declined to chair,
Chair VanLuvanee will inform the committee.

Chair VanLuvanee reiterated that his intention is not to conduct
a closed search process, but to ensure confidentiality of qualified candidates who don't wish their names to be
publicized in the early stages.

Ms. Lehmann asked whether Chair VanLuvanee would continue to
serve on the Search Committee. Chair VanLuvanee replied that he will be part of the process and be available to
participate, however, he recommends an outside chairperson, citing his inability to dedicate the time needed to
chairing the committee. Mr. Imeson asked whether other Board members not on the Executive Committee would be able
to be briefed and provide feedback during this process. Chair VanLuvanee stated that it is his intention to work
with the chair of the committee to regularly brief Board members. However, he cautioned that the caliber of people
OUS would like to attract would most likely be gainfully employed and have good positions elsewhere, thus the need
to protect the confidentiality of potential candidates. Mr. Imeson stated that all Board members would be bound
by the confidentiality agreement.

Chair VanLuvanee cautioned that OUS would not attract strong
candidates if the process becomes a public process. Mr. Imeson suggested that each Search Committee member be assigned
to act as a conduit to another Board member not on the Search Committee. He pointed out that, ultimately, the decision
for hiring a Chancellor will be the responsibility of the full Board.

Ms. Lehmann suggested a schedule be developed clearly specifying
the opportunities for input. Chair VanLuvanee noted that the chair should be included in the process of developing
the schedule. Ms. Wustenberg asked at what point in the search process is the confidentiality no longer an issue.
Chair VanLuvanee estimated that it would be between the first cut of the top 25 and the final cut of three to four
candidates. He pointed that, if none of the candidates express concern, he has no problem in publicizing the list
from the beginning. However, he has received advise from search firms cautioning about opening the process too
early even though we have the ability to have it open from the very beginning. He argued that to do so would jeopardize
the search and be fundamentally wrong.

Chair VanLuvanee said that he has asked the Chancellor to step
in and be part of the search process. Chancellor Cox explained that the custom has been that the names are kept
confidential unless the person chooses to have their name publicized. The custom has been to protect the confidentiality
until the finalist stage, at which time all constituents will be invited to public events in the state which will
be widely publicized. He explained that they have customarily tried to protect the confidentiality to that point,
but noted that there have been situations in the past where candidates themselves have publicized their candidacy.

Ms. Wustenberg stressed the need to respect the candidates if
we expect to get quality applicants and expressed the importance of looking at it from their standpoint.

Chancellor Cox shared, as an example, a situation where the name
of a candidate in a past search had gotten out and, when the candidate returned to Tennessee, he was met at the
terminal by the Chairman of his Board who questioned whether he would stay or not. Subsequently the candidate withdrew
from the search.

Mr. Lussier agreed with the process but argued that we need to
address the perception that this is a closed process and to be sure that people know when they have an opportunity
to provide input. Chair VanLuvanee assured Board members that the search will be as open as possible and that one
area that will be open is the position description announcements, and the process itself.

Chancellor Cox referred to the draft description packet dated
November 12, 2001, regarding the position description and position announcement, citing the legal requirements.
He explained that the Committee needs to determine whether the position description and announcement are acceptable
or need changing. He stated that, upon approval, the Chancellor's Office will make the documents broadly available
to the other Board members as well as individuals who have expressed an interest in receiving that information.
Chancellor Cox noted that, once the description and announcement have been fine-tuned, they will be brought back
before the Executive Committee in a public session to finalize the documents, which will then be forwarded to the
search firm.

Chancellor Cox referred to the draft which states the applicant
should have an earned advanced degree. He suggested that they not limit it to a doctorate, pointing out that increasingly,
individuals who don't have traditional academic career paths are entering higher education, and he cautioned against
limiting the pool. As an example, he suggested that someone who has had a distinguished career in public service
in Oregon may decide to become a candidate and that person might be a very effective Chancellor. Chancellor Cox
explained that he has tried to offer a description that incorporates much of what he has heard from Board members,
the Governor and other interested individuals.

Ms. Wustenberg asked whether the document specifically states
that the Chancellor is the Board's representative in the state governmental system and is recognized as such. Reviewing
the portion of the description which refers to public service, Chancellor Cox agreed that they should probably
more carefully articulate that section to indicate that the individual serves as a member of the Governor's cabinet
and on other such bodies as assigned.

Chair VanLuvanee asked if they could expect a revised copy by
next Wednesday. Chancellor Cox stated that he will prepare a new draft and asked the Board members to provide him
with feedback between now and Tuesday so that he can revise the current rough draft.

Ms. Lehmann acknowledged that the categories given are appropriate
but could to be more descriptive. She expressed the importance in emphasizing the leadership responsibility and
being able to lead for change. Chair VanLuvanee directed the committee to get the changes to Chancellor Cox by
Monday at 5 p.m. so that Chancellor Cox has an opportunity to provide the redraft to the committee before the holiday.

Mr. Lussier asked whether this document could serve as a guide
in the candidate review process and agreed that some of the areas are too wide and should be more explicit.

Chancellor Cox stated information will be broadly distributed
and staff will work to compile the feedback for Committee review. He asked the committee to commit to one more
public Executive Committee meeting which, if necessary, could be by telephone, but preferably would be in person.
The meeting would be held to publicly act upon the position description which is the legal statement that would
be in the position advertisement, as well as the accompanying position announcement which will describe more carefully
the characteristics and qualifications being sought in a candidate. Once that is finalized, the documents would
be turned over to the search firm, as yet to be named.

Chancellor Cox informed committee members that two of the firms
have withdrawn from consideration because they only conduct academic searches and not private sector searches.
He noted that the committee, in an effort to broaden the search, had requested they look at search firms that do
not only academic searches, but also conduct searches in the private sector.

Dr. Richmond pointed out that none of the Search Committee members
are directly involved in teaching. She expressed concern in hiring a search firm that doesn't have an academic
perspective. Chancellor Cox assured Dr. Richmond that the firms currently on the list do both types of searches
very well and are not predominantly private sector search firms. Chair VanLuvanee assured everyone that they wouldn't
compromise academic ability but that they are only trying to broaden the search. Mr. Imeson expressed concern that
limiting the search firms to only those who have experience both in the private sector and public sector could
prevent them from hiring the best firm. Ms. Wustenberg stated that she has no objection to hiring a firm with limited
private sector experience as long as they are qualified to conduct the search to the Board's satisfaction. There
was general agreement that the strictly academic search firms could be considered as long as they can do the job.

Ms. Lehmann requested a list of specific groups or individuals
who will be solicited. Chancellor Cox emphasized the importance of having the presidents meet the semi-finalists
because they must work together. Also, once the finalists are determined, public forums should be held, probably
in Portland, and candidates would be invited to make a presentation. The public forums will be open to everyone
and all interested groups will be notified of the forums.

Mr. Lussier and Ms. Lehmann requested a document specifying the
time-lines of when interested groups and parties will be included in the process and what their roles will be.

OSU ENGINEERING BUILDING

Vice Chancellor Anderes explained that OSU is requesting changes
be made to their engineering project that had been approved by the Board at the last meeting. The changes consist
of a request to be included in the bond sale in December to address the condition of a donor that bonds be sold
prior to the donation of private funds. The donation was $20 million, which is a substantial share of the cost.
The request would also alter the time-line for construction to begin July 2002 rather than February 2003 and revise
the square footage slightly to accommodate a change in the cost. The cost was $45 million and has been reduced
to $43.6 million. Given that there is not sufficient General Fund debt service capacity within the System for this
building to go online during this year, OSU will take funds from the donation to support the debt service from
the point of construction through the remainder of this year. The normal debt service would then begin. The project
in its revised form was approved by the Emergency Board November 15, 2001. The changes do not alter the substance
or the intent of the project and address an important donor requirement.

Chair VanLuvanee stated that the item was well presented yesterday
and the Emergency Board unanimously supported this change.